Terms of Service

Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("you," "your," or "User") and Tadda, Inc. ("Tadda," "we," "our," or "us") governing your access to and use of the Tadda platform (the "Service").

BY ACCESSING OR USING THE SERVICE, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE THE SERVICE.

Private Beta Program

The Service is currently in private beta testing.

Beta Program Terms

Limited Availability:

• Access to the Service during private beta is by invitation only
• We may limit the number of beta participants at our discretion
• Beta access may be revoked at any time for any reason

Beta Nature:

• The Service is under active development and may contain bugs, errors, or incomplete features
• Features, functionality, and user interface may change at any time without notice
• Service availability, performance, and uptime are not guaranteed during beta
• Data loss, service interruptions, or technical issues may occur

No Warranty:

• THE BETA SERVICE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND
• We make no guarantees about Service availability, reliability, or fitness for any particular purpose
• You use the beta Service at your own risk

Feedback:

• By participating in the beta program, you agree to provide feedback about your experience
• We may use your feedback to improve the Service without compensation to you
• Feedback you provide becomes our property and may be used for any purpose

Beta Pricing:

• Beta participants may receive discounted or free access to the Service
• Beta pricing is subject to change upon general availability launch
• We will provide notice of pricing changes at least 30 days in advance
• Beta participants who receive "grandfathered" or "locked-in" pricing will receive written confirmation of such terms

Termination of Beta:

• We may terminate the beta program at any time
• Upon beta termination, we will provide at least 30 days notice before any Service interruption
• We will provide opportunity to export your data before Service termination

Eligibility and Account Registration

Eligibility Requirements

To use the Service, you must:

• Be at least 18 years old
• Have the legal capacity to enter into binding contracts
• Represent a legitimate business entity (for business accounts)
• Not be prohibited from using the Service under applicable law
• Not be located in a country subject to U.S. economic sanctions

Business Accounts:

• If you register on behalf of a company or organization, you represent that you have authority to bind that entity to these Terms
• The entity you represent will be responsible for your use of the Service

Account Registration

Required Information:

• Accurate and complete registration information
• Valid email address
• Company details (name, revenue range, industry)

Account Security:

• You are responsible for maintaining the confidentiality of your account credentials
• You are responsible for all activities that occur under your account
• You must immediately notify us of any unauthorized access or security breach
• We are not liable for losses resulting from unauthorized use of your account

Account Verification:

• We may verify your identity or business legitimacy at any time
• We may request additional documentation to verify your account
• Failure to provide requested verification may result in account suspension or termination

Acceptable Use Policy

Permitted Uses

You may use the Service solely for:

• Organizing and managing your company's due diligence documentation
• Preparing for fundraising, acquisition, or other business transactions
• Providing controlled access to documents for legitimate business purposes
• Analyzing and identifying gaps in your documentation

Prohibited Uses

You may NOT use the Service to:

Illegal Activities:

• Violate any applicable law, regulation, or court order
• Infringe on intellectual property rights of others
• Engage in fraud, money laundering, or other illegal financial activities
• Distribute malware, viruses, or other malicious code

Misuse of Service:

• Upload, store, or share documents you do not have the right to process
• Access or attempt to access other users' accounts or data
• Reverse engineer, decompile, or attempt to extract source code
• Circumvent security measures or access controls
• Interfere with or disrupt the Service or servers
• Use automated systems (bots, scrapers) without written permission

Harmful Content:

• Upload content that is illegal, harmful, threatening, or abusive
• Store child sexual abuse material (CSAM)
• Distribute content that violates privacy rights of others
• Share confidential information without proper authorization

Commercial Restrictions:

• Resell or redistribute the Service without written permission
• Use the Service to build a competitive product
• Frame or mirror any part of the Service
• Remove or modify any proprietary notices or labels

Enforcement

If you violate these restrictions:

• We may suspend or terminate your account immediately
• We may report illegal activity to law enforcement
• You remain liable for all damages resulting from your violation
• We reserve all legal remedies available to us

Google Drive Integration

OAuth Authorization

Read-Only Access:

• Tadda requests read-only access to your Google Drive
• We use the minimum necessary OAuth scopes
• We never modify, move, rename, or delete your files
• We never share your Google Drive credentials with third parties

What We Access:

• File metadata (names, types, sizes, modification dates)
• Folder structure and organization
• Document content for analysis and categorization (only files in authorized folders)

What We Do NOT Access:

• Files outside folders you explicitly authorize
• Your Gmail, Calendar, or other Google services
• Other users' shared files (unless you have explicit permission)
• Google Drive Trash or deleted items

Your Responsibilities

You are responsible for:

• Ensuring you have the right to grant us access to files
• Not uploading files containing third-party confidential information without permission
• Complying with your organization's data sharing policies
• Understanding which folders and files you're authorizing access to

You represent and warrant that:

• You own or have permission to process all files you make accessible
• Files do not contain illegal content
• Processing files through Tadda does not violate any agreement you've entered into
• You have obtained necessary consents for any personal data in files

Revoking Access

You may revoke Google Drive access at any time:

• Through your Tadda account settings
• Through Google's account permissions page
• By emailing support@tadda.ai

Upon revocation:

• We will stop accessing your Google Drive immediately
• We will delete all document metadata within 30 days
• Data rooms shared with buyers will no longer be accessible
• Audit logs will be retained for 90 days for security purposes

Data Rooms and Buyer Access

Creating Data Rooms

Your Control:

• You decide which documents to include in data rooms
• You control who has access to your data room
• You can revoke access at any time
• You receive audit logs of all document views and downloads

Your Responsibilities:

• Ensure you have the right to share documents with buyers
• Do not include documents containing others' confidential information without permission
• Comply with securities laws regarding information disclosure
• Maintain appropriate security practices

Granting Buyer Access

When you grant a buyer access to your data room:

• The buyer can view all documents in the data room
• The buyer can use the RAG-powered Q&A feature
• The buyer's activity is logged and visible to you
• The buyer must comply with their own terms and confidentiality obligations

You agree that:

• We are not responsible for how buyers use the information you share
• We are not responsible for enforcing confidentiality between you and buyers
• You will enter into appropriate NDAs or other agreements with buyers directly
• Tadda is merely a platform facilitator, not a party to your business negotiations

Buyer Conduct

If you are granted access to another user's data room:

• You may only use information for the stated business purpose
• You must maintain confidentiality of all information accessed
• You may not share login credentials with others
• You may not download or extract information for unauthorized purposes
• You acknowledge that information is provided "as is" without warranty from Tadda

Intellectual Property Rights

Tadda's Intellectual Property

We own all rights to:

• The Tadda platform, software, and technology
• Our trademarks, logos, and branding
• Our algorithms, models, and methodologies
• All improvements and modifications to the Service

You may not:

• Copy, modify, or create derivative works of the Service
• Use our trademarks without written permission
• Claim ownership of any part of the Service
• Remove or modify any copyright or proprietary notices

Your Content

You retain ownership of:

• All documents you upload or make accessible through Google Drive integration
• Your company data, metadata, and information
• Content you create using the Service (gap reports, analyses)

License You Grant Us:

By using the Service, you grant us a limited, non-exclusive, worldwide license to:

• Access, process, and analyze your documents to provide the Service
• Store metadata and analysis results
• Generate gap reports and compliance findings
• Enable RAG-powered Q&A functionality
• Improve our algorithms and models using aggregated, anonymized data

This license:

• Is solely for the purpose of providing and improving the Service
• Does not give us ownership of your content
• Does not permit us to share your content with third parties (except as necessary to provide the Service)
• Terminates when you delete content or close your account

Confidentiality of Your Content

We treat your content as confidential:

• We do not view your documents except as necessary to provide the Service or comply with legal obligations
• We do not use your specific documents to train AI models accessible to other users
• We may use aggregated, anonymized patterns to improve our algorithms (e.g., common DD document types)
• We do not sell or rent your content to third parties

Payment Terms (Post-Beta)

Note: These terms will apply upon general availability launch. Beta participants may have separate pricing terms.

Fees and Billing

Subscription Fees:

• Fees are charged in advance on a monthly or annual basis
• All fees are in U.S. Dollars unless otherwise specified
• Fees are non-refundable except as required by law

Payment Methods:

• Credit card, debit card, or other approved payment methods
• You authorize us to charge your payment method for all fees
• You must maintain valid payment information

Price Changes:

• We may change our fees at any time with 30 days notice
• Price changes do not affect your current billing period
• Continued use after price change constitutes acceptance
• Beta participants with "grandfathered" pricing are exempt from increases

Billing Disputes

If you dispute a charge:

• Contact us at billing@tadda.ai within 30 days
• Provide details of the disputed charge
• We will investigate and respond within 10 business days

Taxes

You are responsible for:

• All applicable taxes (sales tax, VAT, GST, etc.)
• Any withholding tax obligations
• Providing us with valid tax exemption certificates if applicable

We will add applicable taxes to your invoice where required by law.

Service Level and Support

Service Availability

Beta Period:

• We do not guarantee any specific uptime or availability during beta
• Service may be interrupted for maintenance, updates, or technical issues
• We will attempt to provide advance notice of planned downtime when possible

Post-General Availability:

• Service level commitments will be specified in separate SLA
• Uptime targets and remedies will be defined post-beta

Support

Beta Support:

• Email support at support@tadda.ai
• Priority support for beta participants
• Target response time: < 4 business hours for beta users

Service Modifications

We reserve the right to:

• Modify, suspend, or discontinue any feature at any time
• Update the Service with improvements or changes
• Change system requirements or supported browsers
• Perform maintenance and updates (with notice when possible)

We will provide reasonable notice of material changes that negatively impact functionality.

Data Security and Backup

Our Security Measures

We implement industry-standard security practices:

• Encryption in transit (TLS 1.3) and at rest (AES-256)
• Regular security audits and penetration testing
• Access controls and authentication requirements
• Monitoring and intrusion detection
• SOC 2 Type II certification (in progress)

Your Security Responsibilities

You must:

• Use strong, unique passwords
• Enable multi-factor authentication when available
• Keep your credentials confidential
• Promptly report any security incidents
• Maintain security of your own systems and networks

Data Backup

Your Responsibilities:

• You are responsible for maintaining your own backups of critical data
• We recommend keeping copies of important documents outside the Service
• We are not responsible for data loss due to your actions (e.g., accidental deletion)

Privacy and Data Protection

Privacy Policy

Our Privacy Policy explains:

• What information we collect
• How we use and share information
• Your privacy rights and choices
• Data retention and deletion practices

The Privacy Policy is incorporated into these Terms by reference.

Data Processing

We act as a data processor:

• You remain the data controller of your documents and information
• We process data solely on your instructions (by using the Service)
• We implement appropriate technical and organizational measures
• We assist with data subject rights requests where applicable

For GDPR compliance:

• Data Processing Addendum (DPA) available upon request
• Standard Contractual Clauses (SCCs) available for EU data transfers
• EU data residency options available

Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.

WE SPECIFICALLY DISCLAIM:

Warranties of Merchantability:

• We do not warrant that the Service is suitable for your particular purpose
• We do not warrant that the Service will meet your specific requirements

Warranties of Fitness:

• We do not warrant that the Service will be uninterrupted or error-free
• We do not warrant that defects will be corrected
• We do not warrant that the Service is free from viruses or other harmful components

Warranties of Accuracy:

• We do not warrant that AI-generated analysis, gap reports, or categorizations are accurate, complete, or reliable
• You should verify all AI-generated results independently
• We are not liable for business decisions made based on Service outputs

Additional Disclaimers:

• We are not a law firm and do not provide legal advice
• We are not a financial advisor and do not provide financial advice
• You should consult appropriate professionals for legal, financial, and tax advice
• Service outputs (gap reports, compliance analyses) are for informational purposes only

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

Exclusion of Damages

WE ARE NOT LIABLE FOR:

• Indirect, incidental, special, consequential, or punitive damages
• Lost profits, revenue, data, or business opportunities
• Business interruption or loss of goodwill
• Cost of substitute services or products
• Damages arising from unauthorized access or data breaches (except to the extent caused by our gross negligence)

Cap on Liability

OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATED TO THE SERVICE IS LIMITED TO:

During Beta Period:

• The greater of (a) $100 USD or (b) the amount you paid us in the 12 months before the claim arose
• For free beta users, our liability is capped at $100 USD

Post-General Availability:

• The amount you paid us in the 12 months before the claim arose
• Minimum liability cap: $500 USD

Exceptions

These limitations do NOT apply to:

• Our obligations to indemnify you as stated in these Terms
• Liability for death or personal injury caused by our negligence
• Liability for fraud or fraudulent misrepresentation
• Any liability that cannot be excluded or limited under applicable law

Indemnification

Your Indemnification of Us

You agree to indemnify, defend, and hold harmless Tadda, our affiliates, and our officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from or related to:

Your Use of the Service:

• Your violation of these Terms
• Your violation of applicable laws or regulations
• Your violation of third-party rights (intellectual property, privacy, confidentiality)

Your Content:

• Documents you upload or make accessible through the Service
• Information you share with buyers through data rooms
• Any claims that your content infringes third-party rights
• Any illegal or harmful content you provide

Your Business Activities:

• Transactions or negotiations with buyers who access your data room
• Your compliance (or non-compliance) with securities laws
• Disputes with buyers, partners, or other third parties
• Your representations to investors or acquirers

Our Indemnification of You

We agree to indemnify, defend, and hold you harmless from and against any claims arising from:

Our Intellectual Property:

• Third-party claims that the Service infringes their intellectual property rights (excluding claims arising from your content)

Conditions:

• You must promptly notify us of any such claim
• You must give us sole control of defense and settlement
• You must cooperate with us in the defense
• We may settle claims at our discretion

Term and Termination

Term

These Terms begin when you first access the Service and continue until terminated by either party.

Termination by You

You may terminate at any time by:

• Closing your account through account settings
• Emailing support@tadda.ai with a termination request
• Ceasing all use of the Service

Upon your termination:

• Your access will be immediately disabled
• You will not receive a refund for any prepaid fees (unless required by law)
• You may request export of your data within 30 days
• We will delete your data in accordance with our Privacy Policy

Termination by Us

We may terminate or suspend your account immediately if:

You violate these Terms:

• Breach of acceptable use policy
• Unauthorized access or security violations
• Providing false or misleading information

At our discretion:

• We may terminate beta accounts at any time during the beta period with 30 days notice
• We may discontinue the Service entirely with 90 days notice (post-general availability)

Effects of Termination

Your obligations:

• Immediately cease all use of the Service
• Return or destroy any Tadda confidential information
• Pay all outstanding fees and charges

Our obligations:

• Provide reasonable opportunity to export your data (30 days)
• Delete your account and data in accordance with our Privacy Policy
• Cease processing your data (except as required by law)

Survival: Provisions that by their nature should survive will survive termination. This includes: payment obligations, indemnification, limitations of liability, dispute resolution, and intellectual property rights.

Dispute Resolution

Informal Resolution

Before filing a claim, you agree to:

• Contact us at legal@tadda.ai describing the dispute
• Attempt to resolve the dispute informally for at least 30 days
• Provide reasonable information to help us understand and address your concerns

Governing Law

These Terms are governed by:

• The laws of the State of Delaware, United States
• Without regard to conflict of law principles
• Excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG)

Arbitration Agreement

If we cannot resolve a dispute informally, you agree that:

Mandatory Arbitration:

• All disputes will be resolved through binding arbitration
• Arbitration will be administered by JAMS (Judicial Arbitration and Mediation Services)
• Arbitration will follow JAMS Streamlined Arbitration Rules
• Arbitration will occur in San Francisco, California (or remotely by agreement)

Class Action Waiver

YOU AGREE THAT:

• Disputes will be resolved on an individual basis only
• You waive the right to participate in class actions, class arbitrations, or representative actions
• You may not consolidate claims with other users
• You may not act as a representative or member of a class

Statute of Limitations

You must bring any claim within one (1) year. The limitations period begins when you first knew or should have known of the claim. Claims not brought within one year are permanently barred.

General Provisions

Entire Agreement

These Terms constitute the entire agreement between you and Tadda regarding the Service.

These Terms supersede all prior or contemporaneous agreements and communications (oral or written), and any conflicting terms in purchase orders or other documents.

Exceptions:

• Separate written agreements signed by both parties (e.g., enterprise agreements)
• Our Privacy Policy (incorporated by reference)
• Data Processing Addendum (if executed separately)

Amendments

We may modify these Terms at any time. We will post updated Terms on our website and update the "Last Updated" date. For material changes, we will notify you via email at least 30 days before the effective date.

Severability

If any provision of these Terms is found invalid or unenforceable, the remaining provisions will remain in full effect. The invalid provision will be modified to the minimum extent necessary to make it valid.

Force Majeure

We are not liable for failure to perform due to causes beyond our reasonable control, including:

• Natural disasters, war, terrorism, or civil unrest
• Government actions, laws, or regulations
• Internet or telecommunications failures
• Cyber attacks or security incidents
• Pandemics or epidemics
• Failures of third-party service providers

Export Control

You represent and warrant that:

• You are not located in a country subject to U.S. embargo
• You are not on any U.S. government list of prohibited or restricted parties
• You will comply with all export control laws and regulations

Beta-Specific Terms

These additional terms apply during the private beta period:

Beta Duration

• Beta period begins on 16 February 2026
• Expected to end Q2 2026 (subject to change)
• We may extend beta period at our discretion
• We will provide 30 days notice before ending beta

Beta Participant Obligations

As a beta participant, you agree to:

• Provide thoughtful feedback on features and usability
• Report bugs, errors, or issues promptly
• Participate in occasional surveys or feedback sessions (optional)
• Maintain confidentiality about beta features not yet publicly announced
• Acknowledge that the Service is in development

Beta Pricing and Transition

Transition to General Availability:

• We will notify beta participants at least 30 days before GA launch
• Beta participants with "grandfathered" pricing will receive written confirmation
• You will have option to continue at specified rate or cancel
• No automatic enrollment in paid plans without your explicit consent

Confidentiality

Beta participants agree to keep confidential:

• Non-public features and functionality
• Beta pricing and terms
• Product roadmap information shared during beta
• Any information marked as confidential

This confidentiality obligation survives termination of your beta participation and lasts for 2 years after disclosure.

Contact Information

For questions about these Terms:

Email: legal@tadda.ai

For technical support: support@tadda.ai

For privacy inquiries: privacy@tadda.ai

For billing questions: billing@tadda.ai

For security concerns: security@tadda.ai

Acknowledgment

BY USING THE SERVICE, YOU ACKNOWLEDGE THAT:

• You have read these Terms in their entirety
• You understand these Terms
• You agree to be bound by these Terms
• You have the authority to agree to these Terms (on behalf of yourself or your organization)

If you do not agree to these Terms, you must not use the Service.